How to Change the Name of NBFC after takeover?

The name of the company may be such which reflects the business activity or it might be something simple & easy. There are abundant factors which are considered while finalizing a suitable name because in Long run the name will be a Brand. Sometimes, there arises a requirement to change the existing name of a Company due to change in its objects, corporate restructurings etc. Whatever might be the reason, Change of the name of a Company can only be done after complying with laws applicable to the Company. The legal provisions and procedure are discussed here in detail.

The Altered name should be painted/affixed outside Registered & every office

Getting a new Common seal for the Company & make the alteration in every copy of MOA & AOA.

Change the stationery with new name stationary viz. Letterheads, Bill heads etc.

For alteration in the Name of NBFC one require a prior approval from RBI and then MCA can allow one to amend the MOA.

Name reservation from MCA

Notice to RBI for change in Name of the NBFC

Public notice of change in Name of NBFC

MGT-14 filing with MCA

NBFC RBI Compliance

Procedure to Change the Name of NBFC?

The Name change procedure of NBFC is very much similar to similar to non-NBFC Company except for the requirement of RBI Approval in advance. Name Change in a company usually is done due to change in business activity of the company. The name change also occurs if there is a change in management of the company. If an NBFC requires changing its name, it requires passing a special resolution in a board meeting. The minutes of the meeting needs to be submitted to the Ministry of Corporate Affairs (MCA) with the request for name change.

Step by step Analysis for Change in the Name of NBFC

One require prior RBI approval for change in names of NBFC
Rest procedure will be same as a normal private or public limited company

Board Resolution

The board will authorize the change in the name of the NBFC & authorize a director or company secretary to do the necessary filing with the MCA by consideration of proposal of change of name & determining maximum 6 alternative names. A decision to convene another board meeting for a change of name (after approval) and to make changes in the Memorandum and Articles of Association (MOA & AOA) is made in the same meeting.

Name Availability

Check the name availability at MCA and on trademark website. The new name shall be in adherence to the naming guidelines provided in the Companies Act, 2013.

Filing of INC-1

The necessary form needs to be filed with ROC with the attachment of RBI NOC and the board resolution as well along with other requirements of the form to get final approval from the concerned ROC.

Filing of MGT-14 & INC-24

Within 30 days of passing the special resolution for a name change, the company needs to file form MGT-14 with MCA with the attachment of Notice of extraordinary general meeting along with the explanatory statements; certified a true copy of the Special resolution passed; Altered MOA and AOA; and Minutes of the EGM. After filing form MGT-14 you need to file form INC-24 with CG along with Notice of EGM along with the explanatory statements, CTC of Special resolutions, altered MOA & AOA and Minutes of the extraordinary general meeting.

Final Approval from MCA

One needs to file necessary form with ROC with the attachment of RBI NOC as well along with other requirements of the form and get final approval from the concerned ROC. After getting the name approval from ROC, the original Certificate of Registration as issued by the concerned Reserve Bank of India needs to be surrendered to the same department of Non-Banking’s supervision to get new Certificate of Registrations as Non-Banking Finance Company with new name reissued by the concerned Department.

Public Notice of change in the Name of NBFC

For changing the name of the company, you need to publish an advertisement in the in an English newspaper and in a Vernacular language newspaper where the registered office of the company is situated.